Late S-corp election relief under Rev. Proc. 2013-30
Reviewed by the Nexus by State research team against IRS forms, instructions and the Internal Revenue Code (sources below).
Rev. Proc. 2013-30 lets an entity that missed the Form 2553 deadline get S status from the date it intended, without a private letter ruling, if it asks within 3 years and 75 days of that date, had reasonable cause, acted diligently, and every shareholder reported income consistently with S status.
Who qualifies
- The entity intended to be an S corporation as of the effective date (the date on line E).
- It fails to qualify only because Form 2553 was not filed on time; it met every other S corporation test.
- It has reasonable cause for the late filing and acted diligently to correct the mistake once it found it.
- It requests relief within 3 years and 75 days after the effective date.
The 3 years and 75 days window
Count 3 years from the effective date, then 75 more days. The revenue procedure’s own example: for a June 1, 2014 effective date the window ends August 15, 2017, and the filing must come before that date. For January 1, 2026 it ends March 17, 2029.
How to file the request
- Complete Form 2553 with “FILED PURSUANT TO REV. PROC. 2013-30” at the top of page 1.
- Explain on line I (or an attached statement) the reasonable cause for the late filing and your diligent actions once you discovered it. The statement is made under penalties of perjury.
- Have it signed by an authorized officer and by everyone who was a shareholder at any time from the start of the tax year the election was meant for until the day you file.
- Include each of those shareholders’ statement that they reported their income on all affected returns consistently with the S election for that year and every later year. Signing the Form 2553 column K consent meets this requirement.
- File it with the service center: attached to the current year’s Form 1120-S (if all earlier Forms 1120-S were filed), attached to the first late Form 1120-S filed together with any other delinquent ones, or on its own. A Form 1120-S that carries the election says “INCLUDES LATE ELECTION(S) FILED PURSUANT TO REV. PROC. 2013-30” at the top.
LLCs: the classification election is late too
An LLC that never filed Form 8832 is classified as a corporation only through a timely S election, so a late Form 2553 is also a late classification election. Relief for both comes through the same Form 2553 if, in addition, the LLC is an eligible entity, intended corporate classification from the same date, and either timely filed every return as an S corporation (Form 1120-S) or has no return due yet for the first year. These are the Part IV representations on page 4. An LLC that filed a Form 1065 or a Schedule C for those years does not meet them.
Past 3 years and 75 days
A corporation can still use Form 2553 when all of these are true: it is not also asking for late classification relief; it fails to qualify only because Form 2553 was late; it and all its shareholders reported income consistently with S status for every year; at least 6 months have passed since it filed the return for the first S year; and the IRS did not notify it or any shareholder of a problem with its S status within 6 months of that timely filed first Form 1120-S. Otherwise relief generally requires a private letter ruling and a user fee.
How you will hear back
The IRS accepts the election with notice CP261. If the effective date on your CP261 is later than the one you asked for, the IRS treated the form as not timely for that date; the CP261 page points to Rev. Proc. 2013-30 relief.
The S-corp election checker tells you which of these paths applies to your dates and facts. The $39 kit fills Form 2553 with the header and builds the reasonable-cause statement from your answers.